A Proverbial Itch
by MrsFlanigan
Summary: Penny's frustrated and Sheldon only makes it worse. Until she catches him proving he is human after all.  OOC for Sheldon but that's part of the fun. Reviews and comments welcome.
1. Chapter 1

Spring of 2012 found a lot of changes with the gang who lived and hung out in apartments 4A and 4B. Penny and Leonard broke up for the last time after Penny realized that while she loved Leonard as a friend, she wasn't experiencing real feelings – both in and out of bed. Within weeks Leonard had found himself a new girlfriend, a new physicist at CalTech named Mandy, whom the gang all agreed suited Leonard better than Penny. Sheldon and Amy finally terminated their relationship agreement when Amy grew tired of waiting for Sheldon to become more enamored with her and begin a physical relationship. She moved onto a sexy but remarkably stupid guy named Chad she met at the coffee house. Howard had managed to hang onto Bernadette and they were full swing into their marriage plans, and for once, Raj wasn't alone, having found a woman who actually enjoyed that he wasn't able to talk to her verbally but could show her how he felt in other ways.

That left Penny and Sheldon without partners.

Sheldon, being Sheldon, was not completely upset to find himself without a girlfriend. He understood that while he and Amy had eventually considered themselves boyfriend and girlfriend, they never had a lot of the socially-accepted attributes in their relationship as most couples did – namely a physical intimacy. Sheldon had grown to allow Amy to hold his hand or "snuggle" occasionally on the couch, but to him, all other forms of contact were alien to him. He had no desire to have coitus with Amy, though it did puzzle him if it was merely because he didn't really like Amy in a physical sense – that he wasn't attracted to her. It was a mood point since they were no longer together. In the meantime, his Saturday night of self-exploration would suffice – he was in control and nothing was expected of him that he wasn't aware.

Meanwhile, Penny was growing restless with being alone again. She didn't mind spending some quality "me time" alone in her bedroom but she sometimes longed for the things that a man could give her – _do_ to her – that her hands and favorite vibrator just couldn't do. She was – as Sheldon so abruptly pointed out the evening before – horny. She hadn't slept with anyone since Leonard and that was nearly 15 weeks prior – she was on edge, moody and knew she should just go out and seduce a guy to get that edge off, but she also wasn't sure she wanted to do that. Something was gnawing at her and she had no idea what it was.

So Penny and Sheldon found themselves hanging out together more than usual given the rest of the gang were busy in their relationships. They spent time playing video games, watching television and dining together – sometimes at Penny's; sometimes at Sheldon's.

It was Saturday night after Sheldon had finished his laundry that they met up for dinner. While other nights were designated specific dinner types, Saturday nights were usually pizza nights. He knew Leonard wouldn't be back until the morning so it would be a quiet, uninterrupted evening of dinner and television. Penny entered 4A just as Sheldon had put his clean clothes away in his bedroom.

"Ah Penny, you're just in time," he drawled, going to the kitchen to get paper plates and napkins.

"Hey Sheldon, what are we watching tonight?" While she grew tired of watching the same things over and over again, Penny knew she had nowhere else to be and admittedly, sometimes actually enjoyed Sheldon's company.

Sheldon grinned. "I have a surprise tonight."

"I'm on the edge of my seat," Penny replied taking her usual seat on the couch next to Sheldon's specific spot on the couch.

"But Penny, you're not sitting at the end of the seat – you're all the way back against the couch," he replied somewhat confused. Penny arched her brow, puckering her lips. "Oh I see…sarcasm."

"Yes, sweetie – sarcasm."

Sheldon frowned but continued on. "I have the blue ray set of Firefly. It's going to be amazing."

Penny rolled her eyes but smiled when she noticed Sheldon staring hopefully at her. "Great. Can't wait."

Pleased with her reply, until she added, "I love Nathan Fillion – he's so hot." Sheldon sat in "his" spot next to her and they ate while enjoying Firefly. Halfway through the second episode, Penny became restless – again. She moved her legs often, crossing her knees, or at her ankles, when finally the outside of her left thigh rubbed against Sheldon's and he shot out of his seat.

"Penny! Get a hold of yourself! You've been squirming for the past 20 minutes!"

Penny sighed in frustration. "I'm sorry, Sheldon…I'm just so…"

"I know…you're horny."

"You don't know what it's like, Sheldon. It's torture. I-"

Sheldon held up his hand and stopped her. "Penny, while I may not engage in coitus, I am after all a man…and unfortunately, as a man, I am susceptible to those…feelings."

Shocked, Penny stared at him, her mouth agape. "You – Sheldon Lee Cooper – get…horny?"

Sheldon sighed heavily, shaking his head. "As I said, it happens to the best of us. Suck it up, woman!" He resumed his position next to her with a huff and moved his eyes to the television once again.

While he didn't come right out and admit that he got horny, Penny now knew better. But that he so easily dismisses such feelings as irrelevant had Penny suspicious, and a bit perturbed. "Sheldon…" He sighed again, turning his head to face her. "do you jack off?"

The look on his face was priceless. Knowing he was a horrible liar, Penny waited to see what his big 'ol brain would come up with for a response. "I don't understand the question."

"Sure you do. You know, jack off…grab yourself and stroke…" Somehow he still managed to look slightly confused but she knew that he understood exactly what she was asking him. He was hedging.

"Masturbate?" he asked. His cheeks were flaming red now and Penny suppressed a giggle.

"Yes, sweetie…masturbate. Do you masturbate?" Sheldon's eye began to twitch slightly and she knew. "Just as I suspected…you do give into those hormones – the horniness."

"Penny…that's hokum."

"Oh no, sweetie…I am positive that you do exactly that. What do you think about? Who do you think about?"

"P…Penny…simply because you can't control yourself, doesn't mean others cannot. I no longer wish to discuss this matter with you. It's quite private."

Sighing again, Penny stood up and paced in front of the television. Sheldon's eyes followed her, wondering what she was thinking. It was then that he really saw what she was wearing – pink shorts with little hearts and a pink halter top. There was a lot of skin showing and Sheldon felt his throat constrict. Her outfit was nothing new but all this talk of urges, masturbation and horniness was getting to him. Then he recalled that it was Saturday night – his usual night for self-pleasuring and he blushed further.

"Sheldon, I don't know why you just don't admit it. It's normal. You're a guy."

"Penny…"

Penny groaned in frustration – both at being so horny but also because of his obstinance. Even touching herself in the shower this morning until she came wasn't enough to satiate her hunger right now. She really needed to get laid. Sheldon's bullheadedness only made her all the more ornery. Then she had an epiphany.

Penny stopped in front of Sheldon until his gaze met her eyes. "Sheldon…you can act like you don't get urges and take care of them, but you're not fooling me. I even think that you actually might like women's bodies…maybe even my body…" Penny moved her hands up her stomach and then down to the hem of her tank top. "In fact, I'm willing to bet that you really like my body. I've seen you staring at me."

"Penny," Sheldon started, shaking his head. "Don't be absurd."

Penny let out a shriek of anger and stomped closer to him. "You…" she was poking her finger at him in the air. "You are the most stubborn, pig-headed, wacka-a-doodle. Really Sheldon, these don't excite you!" And with that, Penny again grabbed the bottom hem of her tank top and pulled it up and over her head, exposing her breasts. She wore no bra.

Sheldon tried to look away but couldn't. Her breasts were magnificent and now that she was nearly naked, Sheldon felt a stirring in his groin and stifled a moan. His cheeks flamed but still he said nothing and finally forced his head to turn away from her.

Penny stood in shock, embarrassed by her sudden actions and hurt to find that he really didn't find her attractive. Well, screw him, she thought roughly…at lot of guys did. With a huff, Penny pulled her tank top back on and stormed out of the apartment, slamming both his door and hers.

Sheldon at stunned at the turn of events. Never would he have imagined earlier in the evening while doing his laundry that the night when end like this. He wasn't sure what had just happened but he did sense that Penny was upset, and probably a little embarrassed.

He cleaned up their dinner plates and garbage and turned off the television. He wasn't sure he would ever understand women, in particular the beautiful blond across the hall. Sheldon showered and changed into his Saturday night PJs, then settled into bed, still thinking about Penny, though now – thanks to his eidetic memory – he had a remarkable picture in his mind of Penny's lovely full and firm breasts. He felt the heat quicken to his groin again and he slipped his PJ bottoms down to his ankles. He would never admit it to her that he masturbated but he certainly would never admit it to her – or anyone – that he masturbated thinking of Penny. He tried once to think of Amy and nothing happened and he'd finally given up. He deduced that as he'd suspected all along, he simply didn't feel that way about Amy but he did about Penny.

Closing his eyes, Sheldon took his cock in his hand – he was already half hard but he knew it wouldn't take long. Normally his Saturday night masturbation sessions were all about Penny – what she wore during the week, enticing everyone around here, even when she wore her work uniform…but tonight he had new data to use and he intended to put it to good use. As he slowly stroked his cock, Sheldon pictured Penny standing directly in front of him as he sat in his spot. She was topless, with tiny little shorts barely covering her amazing ass and she was touching her breasts, teasing them – to tease him. As she did this, Sheldon sat watching, hungry to taste her – take each breast in his mouth and suck and lick and bite. "Mmm…" he groaned softly.

Meanwhile, Penny sat on her bed, horrified at her behavior in front of Sheldon. She was sexually frustrated and while he normally frustrated her to no end, tonight he just pushed her over the top. And she'd lost it. Lost it enough to flash him her tits. Good God, she thought. How mortified must he be?

She felt she owed him an apology. Deciding to go across the hall again, if he was awake she would apologize and hope that their friendship wasn't damaged. If he was asleep, she'd wait until the morning. Grabbing the key to 4A, Penny peaked in and found the living room quiet. Suspecting Sheldon may be in his room but awake as it was still early, even for Sheldon, she made her way down the hallway to his room. Just as she was about to knock, she heard an unusual sound – a gasp. She momentarily thought he might be in pain and was about to knock and open the door when she heard, "Oh yes, Penny!"

Penny stumbled back in surprise. So he _did_ jerk off. And he did jerk off thinking about _her_! She knew it! Knowing it was so wrong to listen in, she couldn't move away. The horniness she felt coupled with the thoughts of him jerking off got her hot, and wet, quickly. She'd always loved to watch guys jerk off, especially if they were thinking about her – and she assumed since she was with them they were thinking about her. But the idea of Sheldon Lee Cooper going to town on his cock thinking about her – she creamed her panties and stifled a moan.

She could hear him gasping, calling her name and she finally couldn't take it anymore. Cautiously opening his door, Penny peered inside his room and while she knew exactly what he was doing, seeing him doing it was an entirely different matter. He lay on his bed, PJ bottoms around his ankles, hand on his cock – his very impressive cock. It was thick and from what she could tell, at least two of Sheldon's fist lengths long. Her mouth watered at the sight. Never had she pictured Sheldon Lee Cooper had such an impression cock. His hands were impression – big with long fingers and as they stroked up and down his rock hard cock, Penny fought back every urge to put him in her mouth and have those big fingers deep inside her. God she needed to get laid!

As she watched him, the noises he made turned her on even more. Whenever he said her name in the throes of ecstasy, she felt a jolt go right down to her wet pussy. Then she heard, "Oh yes, Penny…play with your tits…pull the nipples – hard." He said it with a sigh and it was the fucking sexiest sigh she'd ever heard. As her hand moved down her stomach to her shorts, he continued, "You like…watching me stroke my hard cock watching you, don't you? You're so fucking…hot…"

Penny was startled even further. Sheldon never used some of the words he spoke here and she wondered what else she didn't know about the whack-a-doodle genius. Sheldon groaned just as Penny slipped her hand further into her shorts and touched her clit. She nearly lost it right there she was so turned on.

His hand was moving faster now, stroking harder as his breathing became rough, his voice strained. "Oh yessss…Penny…suck me….suck me hard!" And with that, Penny came on her fingers as Sheldon gripped his cock hard, giving is two tight jerks and he came, shooting cum out and onto his stomach, grunting with each pulse.

Weak and barely able to stand, Penny snuck away from the door and silently left the apartment as Sheldon began to move to clean himself up. She went straight to her bed and dropped onto her back, breathing heavy – still not truly believing what she'd just experienced. It was by far the hottest thing she'd ever seen or heard. Even watching Leonard do it once didn't do much for her. She suspected a lot of it had to do with three things: 1) she was beyond horny at that point; 2) it was Sheldon jerking off thinking about her and 3) well…it was Sheldon jerking off thinking about her.

She laid there thinking about the things he said; things he imagined. Her teasing herself while he watching; while he jerked off. Then her taking him in her mouth. Penny licked her lips and groaned. God how she wanted to taste him now! She had no idea how but she had to have him – in her mouth and her pussy. He had to feel him pulse inside her and have him talk dirty like that to her directly. She had to come up with a plan, after all, he wouldn't even directly admit that he masturbated. She wondered what he would do if he knew that she'd just watched him.

Meanwhile, Sheldon wiped himself clean and decided to take a quick shower before returning to bed. It was an exceptional masturbatory session – the extra bonuses of seeing Penny's breasts aiding in his pleasure. He sighed…oh how he imagined doing those things with her – to her. When he thought of taking those perfect tight breasts in his mouth he groaned and felt himself stir. Best to put the thought out of his head for now.

It was only when he reached for the door to head to the bathroom to shower that he noticed the door was open about six inches. He stood momentarily confused by this – he was sure he had closed the door, if by some slim chance that Leonard returned back early and he didn't want to be caught in the act. It then hit him: Penny!

Penny had seen him, heard him. He was embarrassed, angry and turned on all at the same time. She had invaded his privacy after all those lectures to her of minding her own business, yet at the same time, the thought that she had seen and heard him – what did she think? Was she angry? Upset? Was she turned on? The last thought make him shake. If she did see and hear him and wasn't happy, Sheldon didn't know if he could handle the embarrassment. The shame. Especially since he tried to avoid the entire conversation with her hours earlier.

Troubled, having never been in this sort of situation before, Sheldon took a quick shower and climbed into bed. Sleep evaded him as he went over and over again in his head the things he'd said, and wondering what Penny thought about this. He didn't think he'd have the courage to ask her; he'd barely been able to handle her asking him if he masturbated, let alone that now it appeared she'd watched him.

The next week, Sheldon did his best to avoid seeing her. From what Leonard hold him, she'd been over a couple times expecting to eat with him but given he wasn't there, she would return to her apartment and order in herself.

Meanwhile, Penny didn't understand his behavior. She went over and over again in her mind and had thought that perhaps he was trying to avoid her to relieve her embarrassment from when she flashed him. She just didn't know. It was then that she remembered. "I didn't close his door," she sighed heavily, flopping onto her couch. Oh shit…he knows. He knows I was there, watching him jerk off, thinking about her.

Several emotions went through her then. Was he avoiding her because he was angry with her? It was so unlike him to ignore her even if he was. He could never resist jabbing back at her whenever they sparred. The more she thought about it, the more Penny was convinced he knew. She just wished that she knew what he was thinking about.

When Saturday night arrived, Penny knew exactly where the creature-of-habit would be at 8:15pm – the laundry room. She put a lot of thought into how she was going to dress, hoping that since he did appear to find her attractive, maybe it would be in her favor if the way she dressed pleased him. Despite it being Saturday night and without a date, Penny knew she was overdressed for doing laundry but she didn't know what else to do – her body was her charms.

So dressed in a short black dress, Penny slipped on her black pumps and carried her laundry basket down to the laundry room at 8:20pm. She knew she probably looked ridiculous but given she could lie far better than Sheldon, she already had her story ready to go.

Stepping into the room she felt the heat rush through her body. He looked the same as usual, but knowing what he was like in private had her looking at him in a completely different light. Oh he was still her Whack-A-Doodle but now he was her absolutely hot and sexy Whack-A-Doodle. Good God, she thought…I'm really _that_ horny!

Trying to act casual, Penny stepped towards a washer and smiled, "Hi Sheldon."

Startled, she watched him flinch before composing himself. "Hello Penny."

"How are you? I haven't seen you all week," she asked him. He was looking her over, obviously wondering about the outfit she chose to wear to do laundry.

"I'm fine. I was quite busy this week with things. I'm sorry that we didn't have time to spend time together."

"Yeah sure…I understand." As she leaned over to turn on the washer she sensed he was looking at her ass and when she turned her head slightly it was confirmed.

"Aren't you a bit overdressed for laundry, Penny?" he asked, still looking her over.

"I was supposed to have a date – finally," she sighed. "But he didn't show up and I thought I better come down and get a washer before I went back up to change."

"I see," Sheldon nodded.

She wasn't sure if he believed her or not but she was past caring. They were playing a game and it was down to who caved first. "Besides, I really like this dress – the way it hugs my body." And with that, Penny ran her hands up body to her breasts, over and then down to her hips and around to her ass, turning slightly to give him a view.

"It is an impressive dress," Sheldon offered.

"Oh...thank you sweetie." She noted that he turned away from her and seemed to be adjusting his pants. She smiled evilly. This is so much fun!

Moving to the table, Penny decided to sit on it while Sheldon sorted clothes. With her skirt so tight she could barely spread her legs so she hiked it up a few inches and sat down. This action did not go unnoticed by Sheldon and she watched his Adam's apple bob in his throat. She concentrated on watching his hands as she sat with her legs crossed tightly in the confines of the dress.

"So what's new?" She asked him.

"Lots of things."

"No, what's new with you, in particular? Anything happen since I last saw you? Which…by the way, I'm sorry I flashed you. I was upset and antsy and…"

"Horny," he added.

"Yes, horny. So I'm sorry, Sheldon. I didn't mean to upset you or have you think less of me." She stressed the word "less", knowing that it was in fact quite the opposite and that Sheldon was thinking about her a lot more.

He stumbled briefly in his reply. "N…no problem, Penny. Apology accepted."

"Good," she said and touched his arm. He froze and his crystal blue eyes looked up at her. She didn't pull her arm away and instead decided to be bold and move it up his arm, then down again. Sheldon stood motionless and simply watched her hand as it moved, gently caressing his exposed forearm. "Did I ever tell you what nice arms you have, Sheldon?" she cooed.

"Ah…no…"

"You do. They're long, tight – not overly muscular like Kurt…and you have amazing hands." Penny took Sheldon's left hand in hers and moved her fingers teasingly over his palm and around his fingers. He didn't move. She noted too that he didn't flinch at her touch, instead he stood memorized by her touch and the way her fingers moved over his hand. "Hands like these are magical. They are long but sort of thick…these are the kinds of hands a woman longs to have touch her body."

"They…they do?" he asked curiously. Then he gasped out as she pulled his hand to her mouth and drew his index finger into her mouth and sucked. She was surprised that he didn't freak out and pull away, screaming something about germs. Instead he just watched her lips as they formed around his finger and sucked harder.

"Mmm…they do. A woman would imagine these big strong hands moving over her body, caressing it, making her feel wanted – arousing her. She would imagine his fingers touching her…intimately…" she paused and moving his hand to just beneath her dress hem. "here." She breathed breathlessly. Again, Sheldon did pull away. Instead, he shocked her by moving his index finger until it brushed her thigh. She couldn't help but moan at the contact of his hand on her thigh. "Oh…Sheldon…" she moaned, her breath coming quicker.

Before she could register, he was between her thighs. With his eyes looking into her, Sheldon placed his right hand on her hips and moved his left hand further beneath her dress, touching…searching. When he touched her they both gasped…she wasn't wearing any panties. She was hot and wet and Sheldon didn't take his eyes off of hers when he rubbed her slick folds before inserting a finger.

"Oh God!" She cried out, grasping his shoulders.

"You're so wet," he groaned and inserted another finger. "So tight."

Penny began to move her hips slightly, wanting to feel his fingers sliding within her. He wasted no time in picking up what she wanted and he thrust them inside her, before pulling them out and thrusting them back in. She was moaning now, knowing that anyone could come in and find them and know exactly what was going on but that only turned her on more.

As he continued to thrust his fingers into her, Sheldon gripped the back of her head and pulled her to him in a ferocious kiss, startling her again. Penny was learning fast that there was a lot about Sheldon Lee Copper that people didn't know. She parted her lips and his tongue thrust inside her mouth in time to his fingers plunging inside her hot pussy. They moaned as their tongues mated. She was close, having been on the edge for a week now since seeing him cum and she began to rock her hips more. Sheldon let go of her neck but not her mouth and put his hand on her ass, pulling her closer to him, further onto his fingers.

"Cum for me…" he pleads against her lips. "Let me feel you squeeze my fingers when you cum." Penny lost it. Hearing him talk that way, she felt the familiar waves of her orgasm blow down through her body and she came – hard. As she convulsed on his fingers, Sheldon whispered naughtily in her ear, encouraging her to cum further.

When at last she was spent, Sheldon removed his fingers and they were soaked with her juices. Again, in total surprise – though Penny couldn't imagine why anything should be a surprise to her now – Sheldon didn't wipe his hands and disinfect them – instead he raised them to his mouth and licked them clean. "Mmm…" he growled.

"That…that was so fucking…hot," Penny gasped trying to catch her breath. "Thank you, Sheldon."

He continued to lick his fingers clean and smiled. "Mmm…no…thank you, Penny."

She noticed then that he was hard and pressing against his goofy plaid pants and reached for him, pulling him closer. "I need to return the favor," she growled. Thinking he would object, Penny said, "Please…"

Sheldon looked to the laundry room door and then back at her and grabbing her hand, pulled her up the stairs. "But Sheldon, what about the laundry…" knowing full well that he currently couldn't care about the laundry being left unattended.

They got to his apartment, both grateful that Leonard wasn't there and he pulled her in before his mouth came crashing down on hers, his tongue dipping and tasting. She could taste of little of herself on his lips and she groaned, rubbing against him.

"What do you want, Sheldon" she murmured against his lips. "Do you want me to stroke you tell you come? Blow you? Yeah…do you want a blow job Sheldon?"

"God yes!" he replied, grounding himself against her. He pulled his lips from her and looked around. "Where?"

She smiled and led him to his spot on the couch. Reaching down as their mouths continued to mate, tongues twisting together, Penny removed his belt, undid his pants and slipped them down his legs. He stepped out of them and Penny gasped when she saw his rock hard cock outlined in his white briefs. "Oh honey…that looks painful."

"Oh Penny…it is…it really is."

Slipping her hands in his briefs, Penny slipped them carefully over his cock and down his legs allowing him to step out of them. Kneeling down in front of him, she smiled up at him. "Oh honey, it's beautiful. Big. Hot. But so soft." She wrapped her hand around him, barely able to get it all the way around and he groaned.

She encouraged him to sit on the couch in his spot, ass naked but he didn't seem to care at this point, so long as her hand was wrapped around his throbbing cock. Between his knees, she leaned forward, hand on his cock and licked the head, tasting him. "Oh Penny…yesss" he ground out in a hiss.

Penny smiled and moved her mouth over the head, taking as much of him as she could before pulling up and pushing herself back down. Sheldon was moaning nearly incoherently now but she caught enough. "I knew…oh…Mmm…dreamed of this…your mouth on…cock…Mmm…"

Penny got wetter and wetter the more he talked and the more she sucked. She knew how to give head and this was the sexiest cock she'd ever sucked. She continued to lick and suck him for all she was worth – his moans of passion egging her on. Then she felt his hands in her hair, guiding her up and down his cock and she creamed herself at the idea that she has Sheldon Cooper's cock in her mouth.

Sheldon felt the typical tingles in his body and knew he was close. He didn't want to cum in her mouth unless she was okay with it so he moved his hands out of her hair and said, "I'm close, Penny."

Penny slipped her lips off his cock head and licked the tip, tasting his pre-cum some more. "Cum in my mouth, Sheldon. I really want to taste you." And with that, Penny sank her mouth over him once again, taking him as far into her mouth as she could. She moved her tongue around him, encouraging him to spill his seed.

Sheldon grasped her head once again and started to thrust his hips, fucking her mouth with his cock. The tingling built up, cursing through him and he cried out. "Oh fuck…I'm cumming!" and Penny felt the first splash hit the back of her throat and she swallowed fast. He pumped into her mouth two more times, cum gushing out of the tip and she fought to keep swallowing as it was a sizeable load. When at last his trembling ceased, Sheldon moved his hands to her shoulders, brought her up to level with his face and gently took her face in her hands. "Thank you, Penny," he said softly before kissing her gently. They embraced and Sheldon's tongue snaked into her mouth, tasting himself on her tongue.

After several minutes, they broke apart breathless. Sheldon put on his underwear and pants as Penny fixed her hair. "Well, I must say, Penny…I am very happy that you caught me last Saturday night."

Giggling, but no longer embarrassed, Penny leaned against him as his hand rested on her ass. "Me too, Sheldon. Me too."

A cursory check of each other and they left to return to the laundry room, neither speaking again of what had transpired the week before nor what had just happened. When at last their laundry was done and they returned to their floor that they stopped, each holding their laundry baskets.

"Penny?"

"Yes, Sheldon?"

"Would you…would you be acceptable to perhaps…watching me again?"

Penny swallowed. Oh hell yeah! She nodded afraid to speak. Throwing her laundry basket insider her door, she quickly following Sheldon through his apartment and to his bedroom where she shut and locked the door.

"I was wondering…" he began as he started to undress. "Perhaps you could help…you know…let me see you undress. Touch you." She nodded again and watched as his cock already started to harden. He sat against the headboard, legs spread slightly with his hand on his cock, stroking gently. "Take that dress off," he said gruffly.

Penny slid the sleeves of the dress down and pulled her arms free before pushing it down her body. When she reached her breasts, she looked to Sheldon, his eyes fixated on her body. Slipping the dress up and over her breasts she heard him groan. She wasn't wearing a bra. Exposing her breasts to him had his hand pumping faster, then he'd slow. She wiggled further and pushed the dress over her hips and down her thighs, exposing her bare pussy. He'd touched her there but hadn't seen it. He groaned again.

"You are so…sexy," he groaned again, licking his lips.

He fisted himself, which turned her on all the more. She reached down and touched her nipples and he sighed. "Yes…touch yourself." So she continued, pulling and pinching her nipples till they were hard buds. She leaned down and licked the tight bud with her tongue. "God, yes…." He moaned.

Penny moved her hands down to her pussy and slipped a finger insider her, moaning herself. "Oh Sheldon…you do this to me. I'm so wet." And as she stroked herself, he could hear the sounds of her wetness.

"Come here," he growled.

Penny pulled her finger out and walked to him. He took his hand off his cock and slid further down the bed. "I want to taste you," he said. "Come here." Grabbing her hips, Sheldon pulled one leg over his shoulder and had her poised above his mouth. She could feel his warm breath on her moist lips and she nearly came from that. "So wet…"

His mouth touched her pussy, thrusting a tongue inside and Penny thrashed and came against him so suddenly it surprised them both. "Mmm…" he moaned as he continued to lick her, taste her, thrusting his tongue then fingers up instead of her until she came again and was spent. She laid on the bed next to him, catching her breath. By now Sheldon felt as if he might burst, his cock was so hard.

"Can I…can I fuck you, Penny?"

"Oh honey…yes, please…" Penny spread her legs as Sheldon climbed between them, his cock already poised at her entrance. Pushing the head inside, they both moaned in unison as he sank deeply inside her. Bracing himself, he leaned forward and they kissed passionately, neither believing that they were there, experiencing and enjoying each other so completely.

As they kissed, Sheldon began to thrust inside her, slowly at first, then harder, pushing as far inside her as he could. Their gasps and groans filled the air as they both thrust together.

"Oh Sheldon, fuck me…oh fuck me hard!" she screamed and he pounded harder into her.

"Oh Penny…so good. Gonna cum inside you!"

"Yes…yes, Sheldon…cum inside me. Cum!"

And just as she told him to cum insider her, Sheldon slipped his hand down to her pussy and flicked her clit. She thrust her hips up and came again in an earth shattering orgasm. She was squeezing Sheldon so tight that three more hard thrusts from him and he was cumming inside her, his mouth on her shoulder as he cried out.

When at last they were spent, he slipped out of her and she settled in his arms both content for the first time in a long time. They both smiled and kissed softly.

"I'm thinking that perhaps this should be my Saturday night ritual now. If you're willing."

Drawing his mouth down to hers while his hand snaked up and pinched her nipple, she chuckled and said, "Oh, I'm willing, Dr. Cooper. You can bet on it."


	2. Chapter 2

Hi. Thanks to all who send comments/reviews. I appreciated them all and am glad to hear that my first Shenny story was well accepted. This is Chapter 2 – a continuation of the first – beginning the next morning…

Penny woke to the sound of her cell phone vibrating on the night stand next to her. A quick look at the clock showed it was 7:30am. _Sheldon_.

_Good morning, Penny. I trust you had a satisfying sleep. _

Penny texted back immediately, knowing full well that she wasn't going to get to be back to sleep now.

_Yes, honey. Very satisfying. Like last night with you._

She smiled as she pressed the SEND button.

Moments later, it vibrated again. _For me as well. I was wondering if you would be up for a visit again this morning._

Penny shivered. I've created a monster. But oh what a monster he was. Never would she have believed that Sheldon had another side to him – a completely sexual side. The man had no real experience but she would have never guessed it if she hadn't known him. He excelled at everything he did. Exceptionally so.

_I'm stepping in the shower now. Give me 10 mins and come over._

Penny hurried to the bathroom and stepped into the steaming hot water, washing her body quickly. She could feel her pulse begin to race at the idea of another encounter with Sheldon.

They had both agreed the night before that their "relationship" must remain a secret – for now. Sheldon had insisted that his personal life remain as private as possible, regardless of the circumstances and Penny had agreed.

Before she could finish her shower, Penny heard him enter the bathroom.

"Good morning, Penny," he called out, his voice already husky with desire.

Smiling, Penny pulled aside the shower curtain, no modesty at all in baring her naked body to him. "Hello, honey…care to join me?" He was fully dressed; not wearing his PJs or robe, but Penny looked at him hopefully.

He looked at her lush and wet body with admiration and desire. "While as inviting as that sounds, I just showered myself so I will wait for you in the bedroom. Hurry now."

"I'll be right out."

Sheldon smiled and left the bathroom. Removing his clothes, he neatly folded them and placed them on the chair in her room. Her bed was unmade, and normally he would scold her for that but given he knew he'd woken her and she was rushing to shower before they had coitus, he would forgive her this time. Naked he slipped between her sheets, knowing they were clean having been washing the evening before. He smiled at the memory. It was any wonder they had managed to actually _do_ their laundry last night. Never would he have imagined being with Penny like that. Oh he had fantasized about it – many times – but he always believed it was simply something that would never happen.

He heard the water turn off and felt himself harden. Settling down in the bed, he turned his face to the bathroom door and waited.

Penny came out dressed in a short bath robe. It barely covered her ass and Sheldon admired her shapely legs and tight butt. She smiled and approached the bed, noting his erection already tenting the bed sheet.

"Is that for me?" She moved her hand softly over the sheet, grazing his erection.

"Only you." His gaze fixed on her partially exposed breasts. "Why don't you remove that robe and join me?" He pulled the sheet up and Penny could see his long but lean body, his cock proudly jutting out from between his legs. She swallowed hard. While she was always the sexual aggressor in bed, she liked that Sheldon was showing yet another side to him - his aggressive side. "Take it off."

Slipping the belt loose, Penny slowly pulled the robe over her shoulders and off, sliding down her body to form a puddle at her feet. "Oh yes…" Sheldon hissed as she climbed in beside him and grabbed his throbbing cock.

He kissed her deeply, his tongue forcing its way inside her mouth. Penny groaned in delight as his hands moved to caress her tight nipples, pulling and pinching them while their mouths fought for superiority. She briefly realized that they would always be trying to jockey for dominance over each other.

Between kisses, Sheldon moaned at her touch on his cock. "I…oh…I…need to…"

He climbed up and she let go of him in anticipation. He spread her legs wide, pushing them up further so her knees were near her chest. She understood what he wanted so she held her knees in place as he leaned over her. She felt his cockhead touching her wetness and she groaned as he teased her.

"Oh Sheldon," she sighed. "Please…"

"You want me, Penny? You want me inside you?" He was struggling to speak coherently as his cock leaked pre-cum and he smeared it over her already wet pussy lips.

"Yessss…please…"

He grinned evilly, relishing that he excited her so much. He put the head of his cock tighter against her hold and slid in slowly, his eyes closing at the amazing feeling. He couldn't believe he'd gone his whole life believing this to be nothing special. He'd been so wrong – not that he would ever admit it.

When he was fully inside her, he leaned down and gave Penny a hot wet kiss before sliding himself nearly completely out before thrusting back in her again. They both moaned and Penny already felt the familiar tingle in her gut. At this angle she could feel him more deeply inside her. She moaned deeply.

Sheldon continued to pull out, and then he thrust deeper, slowly at first, then with fiercer thrusts, practically pushing Penny into the headboard.

"Oh Sheldon! Ohhhhh….!"

"P…Penny…so hot…"

He was thrusting harder now, unable to make it last. He felt somewhat guilty, knowing he wasn't doing much to pleasure her first. He prayed she understood his need and would forgive him.

Sensing something in his demeanor, Penny grabbed his ass and pulled him tighter into him. "Oh do it, Sheldon! Fuck me…cum inside me…it's okay…ohhh…faster!"

Sheldon grunted at her words, grateful she understood his silent plea. He knelt up further and reached down and with his thumb rubbed her clit as he continued to thrust, their bodies sweaty and slick. "Oh…P…Penny!"

"OH…cumming…Sheldon!" she screamed as her orgasm exploded inside her and she clamped herself around him.

"God…I'm…Penny…I'm cumming!" He thrust twice more and came inside her, continuing to thrust with each spurt of his seed inside her. "Oh…Mmmm…"

The collapsed together in a pile, exhausted but deeply satisfied. Turning to her, Sheldon kissed Penny deeply. "I'm sorry, Penny. I couldn't…control myself."

"It's quite all right, honey…I needed it as much as you did." She caressed his face and they kissed again, his hand moving to her right breasts, tweaking the nipple. Penny moaned against his mouth. They lay quietly together, kissing and caressing.

After several moments Sheldon suggested they should both shower again - together. "To save water," he stated as an excuse.

Penny smiled knowingly as she took his hand and led him to the bathroom. They stepped into her shower and proceeded to soap each other's bodies, not missing any body parts. He loved the feel of her body under his soapy hands…how slick her thighs were. How soft and abundant her breasts were. They stood under the hot steam of water kissing, Sheldon's hands on Penny's ample ass, caressing it and pulling her luscious body against his.

"We need to stop, honey. Or we're never going to be clean."

So it surprised her when Mr. Clean-Freak licked her neck and moaning against her shoulder, "You are the only person I don't mind getting dirty with, Penny."

She giggled but forced him away from her. "I'm getting pruney. We need to get dressed. Leonard must be wondering where you are by now."

The mention of Leonard's name brought Sheldon back into reality and he quickly stepped from the shower, grabbing a towel and drying himself quickly off before heading to the bedroom to dress. Penny did the same and moved into the bedroom, albeit naked, and picked out a pair of shorts and a tank top to wear.

"You know, Sheldon…I think you're actually hornier than I am."

"Don't be absurd. No one is as horny as…" he stopped. The evil look she shot him told him it was time to stop talking. "In any case, I feel that I am quite capable to holding off my urges, unlike…others."

Penny snorted. He was suggesting that she couldn't control herself. While she wasn't entirely convinced of it herself, he had unknowingly thrown down the challenge. "Funny but a few minutes ago, you were the one unable to stop." Sheldon blushed at the memory of his urgency to take her. "Okay, Mr. I Can Control My Urges…wanna make a bet?" She stood with her hands on her hips.

"That's silly."

"No, Sheldon…really. I say that the first one to crack and given in to the other loses. If you're so sure of your control, bet me. Come on, I dare you."

Sheldon never backed down from a dare and the look in her eyes only urged him on further. "Very well. We should draw up an agree-"

Penny held up her hand. "We are not drawing up an agreement for this bet, Sheldon. We'll…shake on it…honor system."

He hesitated. While he might be out of his normal comfort zone now with making love to Penny, he still had his necessary albeit stringent structures to his life. But he knew that she'd never agree to an agreement…and he was willing to do just about anything for her. "Fine, then. What are the rules…of engagement? So to speak."

"As we already agreed, we can't tell anyone else we're 'together'. The best is to try to seduce the other into giving in. Giving in being when the other cried 'Uncle' and beg for either oral sex or…regular sex. No self-pleasuring. But other than that – anything goes. Oh, I hope you're ready because I've a lot more experience at seduction than you."

He grinned at her. He had a twinkle in his eye and Penny could tell he was already spinning that beautiful mind with a plan to best her. "No doubt, however, I have little reservation that your urges will get the better of you. I suspect very soon."

"Oh it is so on, honey," Penny said, putting her hand out. Sheldon stood up and approached her cautiously. Putting his hand in hers, he was startled when Penny pulled him to her and leaning up, whispering in his ear "You're going to miss being inside me, honey…all snug and hot." She licked his earlobe and he fought back his groan.

Sheldon stepped back and let go of her hand. "Yes…well, we'll see…won't we?"

To Sheldon's way of thinking, until he determined what the best course of action to get Penny to break was, he needed to avoid her like the plaque because truth be told, he wasn't entirely sure he could resist her. Not now. Not after their two previous sexual encounters together. She was becoming an addiction and he felt completely out of sorts. He caught himself licking his lips when she entered his thoughts; felt himself tightening imagining her hands on him. But the last thing he wanted to do was allow her to beat him at this game because he wanted to prove that despite his lack of experience, or her abundance of it, she was not immune to Dr. Sheldon Lee Cooper.

When Monday night rolled around, the usual gang found themselves seated in Apartment 4A enjoying the Thai dinner. Several noted that Sheldon and Penny were rather quiet during the meal – they weren't even arguing with each other, which only made the others more suspicious.

Sensing that neither was behaving "normal", Penny spoke up and addressed Leonard. "So Leonard, how's Mandy?"

"Good. She's working on an experiment this week so she's been pretty busy, but things are going good."

"That's nice. I'm glad things are going well for you."

As she went on to try to engage the rest of them in conversation, everyone was staring at Sheldon, not understanding his silence. Before they started the movie, Penny got up and went to the kitchen to dispose of the garbage. As she poured herself another glass of soda, she saw Sheldon get up and move to the sink behind her, rinsing his glass. She looked to the others and no one seemed to be paying them any mind now.

Suddenly she gasped, gripping the counter. Her startled cry got the attention of the others.

"Penny, what's wrong?" Leonard asked.

"N…nothing. Sorry. I just banged my knee on the cupboard." She reached down pretending to rub her knee only to find Sheldon's head. He was on his knees, his hands on her thighs while his tongue licked and caressed the back of her knees. She fought to keep from crying out. It was one of her erogenous zones and as his tongue swept over her, this time moving up her right thigh, Penny felt her knees nearly buckle. She was also feeling herself becoming wet.

_Oh this was so on!_

He'd caught her by surprise, doing this so blatantly with their friends only in the living room. She couldn't believe that no one had noticed that Sheldon wasn't anywhere in sight. A few moments later, he got up onto his feet and put a paper towel in the garbage. "There was a small bit of…wetness down there that needed wiping," he gave as explanation to no one in particular in case someone was listening.

Penny nodded her head and swallowed hard. _Okay, pull yourself together. This is Sheldon. You can beat him!_

Settling back into their usual spots on the couch – Sheldon in his spot, Penny to his right – everyone brought their attention to the television. The lights were dimmed to better enjoy the special effects of the movie.

This gave Penny an idea to get back at Sheldon. Giving a quick look around, Penny noted that no one could really see them if they were facing the television – only she and Sheldon were on the couch – everyone else was either on the floor or in a chair in front of them. In the darkness, Penny reached over and put her hand on Sheldon's thigh and squeezed. He jumped in surprise and turned to look at her. She didn't meet his gaze, instead she continued to look at the television but from the corner of her eye she could see his eyes on her – daring her.

Penny made small squeezes of his taut thigh as she moved her hand further up until at last her hand was at his crotch. Pressing her fingers there she smiled when she felt he was already hard. Moving her hand down, she gently cupped his balls and she felt Sheldon shake, an almost inaudible moan escaping his lips. Penny then moved her hand back up and with the entire length of it, she grasped him through his pants, squeezing.

"Oh!" he cried out and Penny pulled her hand away in a flash.

"What's wrong Sheldon?" Bernadette asked him.

"I'm sorry," he apologized. "I just got a cramp in my leg." He reached down to rub his right leg. Satisfied with his answer everyone turned back to the television – everyone but Penny. She watched him as he moved his hand to her left calf and stroked it gently, upwards until he reached her thigh.

He looked at her and she shook her head, mouthing "No."

He grinned mischievously before moving his hand to the warmth between her legs, cupping her. Penny bit down on her tongue to keep from crying out as Sheldon stroked her through the thin fabric of her shorts and undies. Leaning close to her, Sheldon licked her earlobe before saying very quietly – and thank goodness for the volume of the television being so high, "I can feel how wet you are already, Penny. Do you perhaps wish me to…lick you there?"

Penny shook her head again, frustrated but determined.

Sheldon shrugged his shoulders, stroking a few more times before pulling his hand away. She sighed in frustration but moved to put her hand back on his dick. He was still hard and she loved the feel of him through his pants. He closed his eyes as she squeezed him. His breathing got deeper. She knew what it was doing to him but she also knew what it was doing to her. She was so tempted to drag him to his room and take him in her mouth but she fought it. She couldn't afford to lose this bet.

As he did with her, Penny leaned towards Sheldon's closet ear, licked his lobe and whispered, "I'd be happy to help you relieve this pressure, honey…just say the word…and I'll take you in my mouth till you feed me your seed."

He gasped looking quickly to the others but no one had heard him. Grasping her wrist, he pulled her hand from his cock, the relief from the pressure of her hand evident in his more relaxed facial features. Sheldon quickly got up and went to the bathroom. Sensing he might break one of the rules, Penny got up to follow him.

"Where you going?" Leonard asked.

"Bathroom," she replied.

"I think Sheldon's in there."

"It's okay, I have to go so I'll wait outside the door."

"Okay but remember to not talk to him through the door…you know…"

"I know…he hates that."

Moving to the bathroom door, Penny pressed her head to listen but didn't hear anything. She knocked softly. "Sheldon!" she whispered as soft as she could. "What are you doing in there? You better not be…you know…" Then she hissed, "It's against the rules!"

Sheldon opened the bathroom door and pulled her in, surprising her. "Are you crazy? How is this – following me in here – considered in any way subtle in that seemingly above-average brain of yours?"

She huffed and let out a breath. "Me? You're the one who was on the floor licking my legs in the kitchen! Did you think that maybe someone might have caught you?"

"I hadn't given it much thought."

"Apparently."

He took her hand and put it to his crotch. "Oh…and what do you call that little display of 'affection' you did out there that brought about this?"

"I could say the same to you," she growled, grabbing his hand and putting it between her legs. He felt her dampness there and groaned.

Suddenly they were kissing, their hands in each other's hair, pulling their mouths tight together as their tongues fought and mated harshly. Sheldon pushed her against the edge of the sink and put his hand down between her legs again. "You want this?" he asked, his finger stroking hard against her.

Not to be outdone, Penny put her hand back on his crotch and grabbed his cock through his pants, tugging hard. "What you want, honey?"

As they kissed they were rubbing against one another, the friction of their hands on each other bringing them close to orgasm. It was then that they both realized that they hadn't covered this in the rules. They weren't supposed to masturbate themselves but they hadn't specified masturbating each other. And as each fought for dominance over the other, their bodies grinding together in perfect - albeit urgent – rhythm, Sheldon was the first to come to his senses. With every fiber of his being, he stopped moving and gently pulled Penny's hand from his crotch, while also releasing his hand from hers. He stepped back.

They were both gasping, fighting for breath; fighting for calm.

"I think we may need to reconsider the idea of an agreement." Sheldon tried to straighten himself, adjusting himself though still wishing he could release the pressure. "Clearly we didn't think of all the variables."

Penny was grasping the sink, fighting for air. She felt weak in the knees but nodded her head. "I think you may be right, honey."

Straightening herself up, she crept to the bathroom door and peaking out. No one had become suspicious and sent looking for either of them. Sheldon left first given he was supposedly in the bathroom first. Penny waited a minute to follow – her breath still coming in ragged gasps.

_Wow. Okay so we didn't think that one through at all._

Neither made any attempt at seduction for the rest of the evening and Penny retired to her apartment when the rest of the gang headed for home. She needed a long and very cold shower, especially since being on the honor system, she knew she couldn't just masturbate and get herself off. She didn't want to cheat.

Sighing heavily as she stepped under the cold water, she had no idea how she was going to survive this game.

Tuesday managed to go quickly for both Sheldon and Penny while they were at work, but when the boys showed up for their usual Tuesday dinner at the Cheesecake Factory, Penny groaned in frustration at the sight of Sheldon sitting in his normal spot at the boy's table.

Not that she didn't want to see him. Oh she did…she wanted to see all of him – in his naked glory – hot and hard for her. But seeing him also reminded her of what she couldn't currently have and the frustration grew. She'd actually considered caving in late last night when she was laying in bed, wishing he was there with her – making love to her. She groaned again and sucking in a deep breath, she made her way to the table.

"Hello Penny," Sheldon greeted her before the others.

"Hi guys," she responded, standing away from Sheldon somewhat. She didn't want to get to close to him and smell his soapy scent or she'd jump him right there in the restaurant, in front of all the guys.

They greeted her with warm "hellos" before looking over the menu. Of course, Sheldon got the same thing every week so he had no need to look at the menu so instead he watched her. Penny fidgeted on her feet, feeling his eyes roam over her, a small quirk on his lips before he licked his lips.

_Oh damn_, she thought weekly. _I don't know how much longer I can do this!_ Penny bit her lip to keep from screaming.

At last the guys placed their order and Penny went to the kitchen to put the order in. She had no other tables to wait on so she stood near the back and watched Sheldon. As usual, he was very animated in his conversation with his friends – regardless of the subject matter. It was a few minutes more when he caught that she was watching him from the hidden area near the kitchen and he smiled at her. He looked away to Leonard but she caught movement of his left hand that had been resting on his thigh. He was trying to get her attention and when he turned his head again and saw she was paying attention, he wiggled his index and middle fingers in a motion that was clear what he was thinking.

Penny gasped. Then felt herself get wet. Sheldon continued to move his fingers in such a manner that there was no mistaking he was suggesting what he could do to her with those sexy fingers.

She groaned again in frustration before grabbing their drinks and bringing them to table. She set Sheldon's lemonade in front of him and suddenly felt those same to fingers on her inner thigh. She jumped away in surprise, nearly spilling Raj's diet Coke.

"Anything wrong, Penny?" Sheldon asked innocently.

"No, honey…everything is just fine."

Penny turned and went back to the kitchen, then went down the corridor and opened the back door, stepping out into the alleyway for some fresh air. With her hands on the wall, she took a deep breath and exhaled. This was going to kill her. She was already running out of ideas on how to seduce Sheldon.

_What is wrong with me?_

Moments later she felt a hand on her hip and she jumped in surprise. "Shh…it's only me," Sheldon whispered in her ear, his warm breath making her body quiver.

"God Sheldon, you scared me."

"I apologize. I didn't mean to frighten you." He was sincere and she knew it. He would never intentionally hurt or frighten her in any way.

He placed his other hand on her other hip and pulled her close to him, his breath against at her ear. "I just had to come and see you. Touch you."

"Oh honey…" she sighed pressing back against him.

"This uniform does nothing to hide your beautiful body. Your breasts…so perfect. Oh and your legs…I can feel them wrapped around me still."

He had no idea (or did he?) that his words were a seduction on their own. She felt herself melting against him, so wishing he would just reach around and down and show her exactly what he'd been thinking of doing with those big fingers of his. She groaned and rubbed her ass against him and she felt his hardness quicken against her lower back.

Abruptly he turned her to face him and his head leaned down like he intended to kiss her. She closed her eyes in anticipation but instead she felt his mouth on her throat, just above the open collar of her uniform. He licked the spot and groaned against her skin. "I really wish I could taste you, Penny." She groaned again, her hands clutching his arms for support. His mouth suckled a bit and then he raised his head. "Too bad that you'll have to say 'Uncle' and beg me first," he said with a growl before letting her go and going back into the restaurant. Penny stood standing there in shock - and completely full of lust.

_Damn him!_

Penny returned inside and picked up their orders. She served their table and was grateful that another table in her section was now occupied and she quickly moved away to wait on them, ignoring the righteous gaze of Sheldon's. She had to give him credit – he played this game far better than she had originally thought. It was then that she remembered that they hadn't drafted an agreement to cover all the rules after all and that's when an idea hit her.

The rest of her shift went quickly and the boy's had left to return home to play a game or watch some Star Trek related movie or show, so Penny left work and happily anticipated her next move. Climbing the steps to her apartment, Penny was grinning to herself – her plan was flawless and she was sure this would bring Sheldon to his knees – both figuratively and literally. She giggled when she reached their floor and could hear the guys shouting about something animatedly.

Slipping quietly into her apartment, Penny stripped and jumped into the shower to wash away the scents of the restaurant on her. When done with her shower, Penny slipped into her tightest pair of cut off jeans and a button down tankini which showed off a lot of her stomach. She left the top two buttons undone and slipping on a pair of flats, she went across the hall to 4A. But not before grabbing a small container from the fridge.

Opening the door she found the four guys engaged in some electronic game she didn't recognize. They offered her quick "hellos" before she moved to sit in her spot next to Sheldon. Putting the container on the coffee table, Penny bent over and slowly slipped down into her spot on the couch, allowing Sheldon on time to ogle her ass. She knew that the bottoms of her boy briefs were sticking out of the bottom of her jean shorts, and that part of her ass cheeks also showing. Shifting her hips to get comfortable, Penny leaned forward and grabbed the container from the coffee table.

She could see Sheldon eyeing her and she smiled as she opened the container. "What do you have there, Penny?" Howard asked her with interest.

"Chocolate pudding," she moaned softly pulling the spoon from her mouth. She could see Howard gulp and knew that it was the response she'd get from all of them. "Mmm…it's so…creamy. It just slides down my throat so smoothly."

Howard and Raj exchanged glances as Leonard shifted uncomfortably in his chair – their game temporarily ignored.

"Hey Sheldon…isn't chocolate pudding your favorite?"

Sheldon could only nod as he watched her put the spoon in her mouth and sigh again. Good God but she was going to push him over the edge. So when a rather large blob of pudding fell off the spoon and landed on the valley between her breasts, he nearly lost it and it took everything in him to not grab her and lick that pudding off her breasts until he got every last spot of it.

"Oh, opps!" she exclaimed, giggling. "How clumsy of me!" Unbuttoning another button on her tankini, Penny then put her fingers to her chest, scooping up the pudding and licking it off her fingers. She continued to do this till she'd gotten it all.

"Holy…" Howard said.

Sheldon was so uncomfortable now that he shifted in his spot, trying to adjust himself so the others didn't see his raging hard-on. He groaned softly as he watched Penny continue to eat the pudding – watching her tongue move over and around the spoon. He felt like he was losing his mind!

"Mmm…" Penny sighed again. "Oh I'm sorry…don't let me interrupt your game boys…continue on as if I wasn't here."

None of them was sure that was possible but they turned back to the television and continued their game. Sheldon was playing half-heartedly, unable to keep his eyes off Penny and her affair with the little spoon. Every time her tongue swirled out to lick the spoon, Sheldon felt his cock jump in his pants.

Then suddenly, Penny stood up. "Oh I almost forgot! Sheldon, you said you were going to help me with that box in the top of my closet. Do you have time now before we forget again?"

Sheldon did his best to act like he knew what the hell she was talking about and he stopped the game. "Yes, Penny, I can help you now. We should all take a bathroom break anyway."

He moved to follow her out the door and across the hall to her apartment. As he shut the door behind him he heard "What the fuck was that about?" by Raj.

They entered Penny's apartment and the second her door was shut, she pushed him up against the door and kissed him hungrily. He didn't resist as his hands reached down and cupped her ass, pulling her tighter against him. Then his mouth left hers and trailed down, searching for remnants of any chocolate pudding between her breasts. Penny moaned as his tongue snaked out and gently sucked on the swell of her left breast.

"You…are…such…a…tease…" Sheldon said between nips at her skin.

Penny smiled knowingly that her plan had worked so well. She knew he couldn't resist a seductive enjoyment of chocolate pudding – his favorite.

He reached down and unfastened the button of her jean shorts before pulling the zipper down, his mouth on her breasts still.

"S…Sheldon?" she stuttered as his mouth continued to tease.

"We didn't…do up…an agreement…for this…" he replied, his hands pulling the tight jean fabric down her hips until they settled around her knees.

"B…but…" Penny was unable to think clearly as she felt his fingers slip inside the top of her panties and down to her wetness. "Oh!" she gasped when she felt a finger enter her, stroking her deeply.

"Let me show you what I was thinking about earlier," he groaned, slipping another finger inside her. Penny cried out and clutched at his arms as he stroked her slick opening.

Sheldon wiggled his fingers and Penny started to hump against his hand. Sheldon laughed and by her breaths could tell she was close. So close. Then abruptly he pulled his hand out, pulled up her jeans and refastened them, his fingers glistening with her juices. He chuckled again as Penny stood there in complete surprise.

"You bastard!" she hissed as he licked his fingers.

"Just say the word, Penny and I would be happy to finish you off."

"Agrh!"

She could see that he was hard against the fly of his pants, but he apparently was more resistant to this than she was. She groaned in frustration and she heard him chuckle. He'd beaten her at her own game. If she tried the same thing with him, he'd be suspicious and wouldn't succumb. Damn him!

He leaned down and kissed her deeply, his tongue teasing her mouth before he nipped at her lower lip. Then opening the door, Sheldon strolled across the hall smugly and entered his apartment leaving Penny gawking at him in disbelief.

It was just after 2am when Penny sat up in bed and said, "Enough was enough."

Slipping on her robe and slippers, she quietly left her apartment and with her emergency key, she opened the door to 4A and crept quietly to Sheldon's bedroom door. With stealth precision, she opened the door and stepped inside; she allowed her eyes to adjust to the darkness as she quietly shut the door behind her. Slipping off her robe and slippers, she approached the bed.

He looks so peaceful, she thought. Too bad she was about to interrupt his REM cycle.

In the silence of the darkened bedroom, Penny stripped her shorts and tank top off and stood next to the bed naked. She wasn't sure how she would do the next thing without waking him but she knelt down next the bed taking care to not jostle it and awaken the sleeping giant. She fought back a giggle.

This was going to prove difficult considering that Sheldon wrapped himself in his blankets like a cocoon. Gently she started to pull the sheet and blanket closet to her out from under him, holding her breath that he wouldn't wake up. With a lot of effort and some patience, Penny was rewarded when she was able to lift the covers from his body and drape them over to the other side of the bed. He wore his usual Tuesday PJs and she smiled at what a goofy creature-of-habit he was. Well for everything but sex apparently.

She reached out and gently touched his groin, feeling the outline of his soft cock in beneath her fingers. He stirred only slightly with a sigh and Penny smiled evilly. Gripping him a little tighter, she watched in amazement as he began to harden beneath her manipulations. Yet he didn't waken. She got bolder, stroking him more, urging his cock to tent inside his PJs. She wondered how he couldn't feel it as she carefully pulled the elastic of his PJs up and over his erection, which was straining through the hole in his underwear.

Gently easing the material around his hard cock, she exposed him to her lust filled gaze and took him in her hot little hand. Standing up she bent over and licked the head, tasting his pre-cum. She fought to suck him deep or groan because she felt like she was losing control. Licking him some more, she closed her eyes and relished the idea of what she was doing to him. He was right earlier – there was no agreement in place that stated she couldn't touch him and taste him – she just couldn't take him completely unless he begged. And she prayed to God that he would beg her soon.

He stirred again as she stroked her hand up and down, loving the size of him in her small hand.

"Beg me, honey," she whispered. "Beg me to suck your cock right now."

Sheldon groaned and when she lowered her head again to lick the pre-cum from the head, she suddenly felt his hand on her thigh. He was awake! His hand moved higher up her thigh as his eyes adjusted to the darkness, seeing her leaning over the bed, his hard cock in her hand.

"Penny. Penny. Penny," he said shaking his head. "Did you really think this ploy of yours would work?"

Then she knew. He'd been awake the entire time. "How…? When…?" she stuttered.

"Since you undressed and came to the side of the bed. I could smell your lemony scent, mixed with your arousal."

"Oh you! You're too damn smart for your own good!" She chastised him.

He chuckled, touching her intimately now, stroking his fingers as she moaned. "I know."

Penny moaned again as he slipped two fingers insider her so she began to stroke him, harder now.

"P…Penny…may I recommend a mutually satisfying solution to our wager?" He groaned from her manipulations.

"W…what?" she sighed, moving her hips to get his fingers deeper inside her.

Sheldon sat up, looked her in the eyes and said simply, "A truce. We agree that we equals in this game and call a truce. Game finished…so we can…ah…get back to the tasks at…uh…hand."

Penny hesitated for mere seconds before climbing over him, straddling his hips and taking him in her hand, she guided him insider her. Sighing, she looked to him and said, "Agreed" before sinking down on top of him with a deep, heavy moan.

Sheldon groaned as her slickness enveloped him and he took her hard nipple in his mouth and sucked – hard. "I've missed you," he said hungrily.

"Oh honey…I've missed you too!"

And she began to move her hips. Sheldon laid down and thrust his hips upward to meet her downward thrusts and soon they built a fast and hot rhythm, neither wanting to delay their pleasure for another minute. Reaching down, Sheldon flicked her clit and then began to rub her with his thumb as Penny reached back and gently cupped his balls.

"Oh my!" Sheldon cried out.

"Sheldon! Oh…oh! Fuck me, honey. Fuck me!"

Sheldon grabbed Penny's hip with his left hand as his right continued to rub her little hardness and Penny felt the familiar ache rush through her. "Cumming!" she shouted as she continued to ride him.

"Oh…P…Penny…me too!" And with a final thrust upwards, Sheldon spilled himself inside his lover.

With him still inside her, Penny collapsed atop him and they kissed, deeply and passionately. Sheldon held her head and caressed her ass with his other hand, while they deepened their kisses. When finally he slipped from her, she rolled to her side and with a hand on his chest, Penny fell asleep, her left leg over his.

Sheldon laid there for another hour thinking of how lucky he felt to be with her. The way he felt now, he wasn't sure he would ever be tired of making love to her. The way she sighed or the way she called his name in passion or the way that she seemed to take great pleasure in his body as much as he took from hers. He sighed. His physically attraction to her notwithstanding, Sheldon knew he admired her in many other ways: her determination, spunk, toughness but feminine too. He liked everything about her – even the parts that drove him to insanity sometimes.

He loved her. He realized that now. Looking down at her sleeping peacefully against her, Sheldon had never felt so happy in his life. He gently kissed her forehead and closed his eyes. He would tell her soon.


	3. Chapter 3

**Authors Note: Thanks again to everyone who sent comments and reviews. I appreciate them all and I'm so glad that everyone seems to be enjoying the story so far – even if it is somewhat OOC. I haven't yet decided if this will be the last chapter yet or not but you'll the first know.**

**Again, thanks for all the support. I hope you'll enjoy Chapter 3. Fair warning…it is more fluffy and romantic than the past two chapters. Though still hot (I think). This has not be beta'd.**

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Chapter 3

Sheldon awoke in the middle of the night and realized two things: 1) Penny was still cradled in his arms and 2) for the first time in his life, he didn't mind the disruption to his REM sleep. Pulling her tighter to his body, he smelled her hair and smiled. He'd never felt like this before and his emotions were getting the better of him but he decided that it was time for him to begin feeling more, now that he knew he loved Penny.

He wondered briefly if they should part so Penny could return to her apartment undetected by Leonard but as his eyes drifted closed again, he found that at that moment, he didn't care what anyone thought – his roommate included.

Penny awoke with a start as she felt the bed move and it took her a few moments to remember where she was. Panic set in and she practically jumped from the bed. A hand clasped her arm at the elbow and pulled her back.

"Everything is fine, Penny," he soothed.

"But Sheldon…Leonard will be up soon. I should go." She looked around for her clothes but still he kept his hand on her arm preventing her from getting up off the bed.

"I've changed my mind, Penny."

"About what, honey?" She turned to face him. For a brief moment she feared he meant about them – and their relationship. Was he having second thoughts?

"About keeping this a secret. You know I'm not very good at secrets, and frankly, there is no logical reason we should be hiding this relationship as if we are ashamed of it. Are you ashamed to be with me, Penny?"

Penny shook her head and leaned down to kiss him softly on the lips. "No honey, not at all."

"Good. And no one should have any heartache with us being together as everyone has their own mates anyway. Not that their approval is required."

He pulled Penny down so her arms rested on his chest, leaning over him. He pulled her face closer, his hands enmeshed in her hair and kissed her – more passionately this time. Penny groaned against his mouth and he smiled when she sighed contently against him. They held each other for several minutes, both lost in their own thoughts.

When at last Sheldon sat up, he knew it was time to get ready for work but he felt so much better about everything in his life now. His work was flourishing well, and now he had Penny. He planned to tell her later that evening that he loved her and momentarily worried what she would do, recalling how she hadn't been happy when Leonard had declared his love for her years prior.

Sheldon dressed back in his PJs and robe, while Penny slipped on her shorts, top and robe. Peaking out into the hall, Leonard's door was closed so they walked out – quietly but not in a sneaky manner now that they'd decided to tell their friends of their relationship.

Sheldon walked Penny to their door since he still had to take a shower and shave, so he wrapped his arms around Penny's waist and bent his head, kissing her deeply as she melted against him, her hands threaded through his hair. They moaned in unison as they continued to taste one another, despite their likely "morning breath".

Suddenly they heard, "What the hell?" and they jumped apart, startled. But immediately, Sheldon grasped Penny again to his side and turned to face his roommate, who stood staring at them in shock.

"Good morning, Leonard," Sheldon said, as if it shouldn't be a surprise to find him and Penny in a passionate embrace.

"I'll repeat…what the hell?" He was confused, surprised…and angry.

"Leonard…" Penny started but Sheldon kissed the top of her head to silence her.

"Penny and I are in a relationship. We had planned to tell you all this evening before Halo but as you awoke earlier than your usual, you are the first to know." Again, he said it in such a matter-of-fact way that Leonard didn't know what to think.

"You? And Penny?" he smirked, nearly laughing. The idea of them together was laughable. The idea of Sheldon in a relationship was all the more laughable.

"Why do you sound so surprised?" Penny asked.

"Come on! Sheldon? How desperate are you, Penny?" He snorted derisively.

Penny gasped in surprise and she felt Sheldon stiffen against her.

"I'll ask you to watch your comments, Leonard. We are friends but I won't have you speaking about Penny that way. Ever."

"No seriously," Leonard replied. "This is some sort of joke right? Did Howard and Raj put you up to this?"

Sheldon sighed, tightening his arms around Penny. "Leonard, I'm only going to say this once. Surely a man of your intelligence, albeit not at the level of my own, will be able to follow this. This is not a joke. Penny and I are in a relationship and before you ask…yes, a relationship that includes sex though that is all I will say on that particular matter given it is none of your business. We would hope you would be accepting and supportive, however, you should know that regardless of your attitude on this matter, it will not change the way I feel about her."

Leonard crossed his arms in front of him and daringly looked from Penny to Sheldon and back to Penny. "Feel? The great Sheldon Lee Cooper actually feels? Now that is a joke."

Sheldon was infuriated now. He took a step toward Leonard on instinct and Penny grabbed him tighter, pulling him back against her. "Forget it, honey. Leonard obviously has issues. But for your information Leonard, not only does Sheldon feel…but just like with everything else he does, he is _very good_ at feeling. Very good." She winked up at Sheldon and he blushed but smiled, understanding her insinuation.

"I agree, Penny," Sheldon concurred, remaining where he stood. "Leonard, while I have the same opinion that in the past I wasn't one for expressing any romantic feelings, since spending so much time with Penny, I have found that however long they were repressed, I do indeed have them and I have them for her."

"So what…do you love her?"

"Yes."

Penny gasped and looked up at Sheldon who looked down at her, his eyes shining blue and looking at her intensely. "I do love you, Penny. I had wished to tell you tonight when we were alone – after making love again, but Leonard has played my hand."

"Sheldon…" Penny started but Sheldon softly put his fingers on her lips to silence her.

"Penny, I love you. I never thought I would ever say that to a woman who wasn't my mother, my sister or my Meemaw, but I do. And unlike your previous boyfriend," Sheldon shot a look of disdain to Leonard and then continued, "I am not expecting you to say it back to me, at least not yet or simply because I've said it. I simply wanted you to know how I felt about you. So you know how serious I am taking this relationship; how seriously I going to work to keep you happy and in my life." Sheldon bent his head and kissed her, ignoring Leonard and the evil glare he was receiving.

When he pulled away, Penny put her hand to his cheek and stroked it, her heart feeling full of love. "Sheldon, I…"

"Go ahead, Penny," Leonard interrupted raising his voice. "Go ahead and break his heart! Tell him 'thanks' like you told me! Tell him that you don't love him!"

"Leonard, for the love of God, be quiet!" Sheldon roared, surprising even himself at his response, but good Lord the man infuriated him to no end sometimes. He was behaving selfishly and for no reason. "Go on Penny," Sheldon urged her.

"I would have preferred to wait until tonight to talk with you about this but I feel you should know…I love you too, Sheldon."

Sheldon smiled as they heard Leonard gasped in surprise. He bent down to kiss her again and the both sighed contented and happy.

"Wait a damn minute here!" Leonard yelled interrupting them. "You tell HIM you love him? HIM? Yet you couldn't tell me! What the hell!"

Penny put her hand up. "Leonard, you're behaving like an idiot. You know why we didn't work out. I didn't love you – not the way you wanted me to. I'm sorry but it just wasn't there. I feel that with Sheldon. I'm not doing this to hurt you but honestly, how can you even stand there and be so arrogant and behave like we've betrayed you? You're in a relationship and even you agreed when we split up the last time that we weren't right for each other. But there you stand, acting like you own me. Just like Sheldon said, what you think about us doesn't matter but I would hope that you would be adult enough to accept it and be happy for us."

"Whatever," Leonard said in a huff and walked back into his bedroom slamming the door closed.

Sighing, Sheldon touched Penny's face. "Well that certainly could have gone better but I'm not sorry that I told you I love you. And I'm certainly ecstatic to find that you love me too. You do, right? You weren't just saying that to get back at Leonard?"

She should have been insulted but she could see where he was coming from. "Sheldon remember when you said that you'd never lie to me? Well I am saying the same to you. I will never lie to you – ever. I love you, Moonpie."

He smiled and didn't scold her for using his Meemaw's nickname for him – he just couldn't. She moved up to her tip-toes and pulled his mouth down to hers as they rested against the door and kissed for several more minutes until they pulled apart breathless.

"I really should take my shower or I'll be late for work," Sheldon told her, his forehead resting against hers.

"Yeah I need to take one too before my shift. I'll see you tonight after work?"

"Of course."

"Bye honey." She waved to him as she crossed the hall.

"Bye Penny," Sheldon replied realizing that at that moment, he'd never been happier in his entire life.

Then Sheldon Cooper did something he never allowed anyone else to do in his presence – he whistled happily on his way to take his turn in the bathroom.

On her break at work, Penny sent Sheldon a text. _Hi honey. I miss you. Did you get to work okay?_

A few moments later she received a reply. _Yes, though Leonard was still in no mood to speak with me, he did give me a ride into work._

_That's good, honey. He'll come around. _

_I suppose at some point. Raj and Howard now know also. Leonard could not keep it to himself._

_That's okay, sweetie. I'm fine with them knowing. How did they react?_

_They appear to be satisfied with our relationship. I suspect, in part, due to them both being in successful relationships as well._

_That's good. I'm sorry about this morning, honey. With Leonard._

_No need to apologize. This was in no way your fault. It was all Leonard. Besides, it was one of my best mornings ever. _

Penny smiled when she received that last text from Sheldon. Her heart swelled. She couldn't remember being this happy in any other of her past relationships. This was very different, for sure. Sheldon was still and likely would also be a pain in the ass, but he was her pain in the ass and she knew how to deal with him. Besides, everything else he did far made up for those idiosyncrasies.

_Penny do you want to accompany me to the comic book store this evening?_

_I've love to honey but I have a surprise for you tonight and I want to be ready for after Halo. _

_Very well. I will see you for dinner and Halo later. _

Penny put her phone away but had no sooner stood up to go back to her shift and it buzzed again. _I love you, Penny_

Penny felt the tears swell in her eyes. Quickly she replied: _I love you too, honey_.

After work, Penny entered her apartment and started to prepare for her surprise for Sheldon. She had decided, after all their sexually charged teasing and one-upmanship lately and now that they had declared their true feelings for each other that she wanted to do something special for him. She wanted him to know that this wasn't just about sex for her; she really loved him – all 6'2" of his whack-a-doodle self.

She knew everything they did was new to him and she understood that he didn't know a lot about romance and love and she wanted to show him in a way that was different from anything else they'd done. He deserved it. She was so proud that he had opened himself up to her. It was so very out of his comfort zone and yet he seemed to be adapting quite well.

Penny scrambled around for a couple of hours before the boys returned from the Comic Book store before dinner. Three knocks on the door told her that they were home and she went to the door to answer. Pulling it open, her heart soared as she looked into Sheldon's eyes – they were smiling just as his mouth was.

"Good evening, Penny. Did you have a good day?"

"Hi, honey. I had a great day but it's much better now that you're here."

She stepped forward and placed her hands on his chest. He licked his lips and leaned down, kissing her softly. She felt his hands on her hips and she moved closer to him, a moan escaping her mouth against his. She felt him smile against her lips.

"Holy crap!" they heard from behind them and turned in their embrace to find Howard and Raj standing outside of Sheldon's apartment, gapping at them in shock. While they knew that Penny and Sheldon were in a relationship now, actually seeing it was an entirely different matter. Leonard, of course, was nowhere to be found.

"Hello Howard. Raj," Penny greeted them with a smile before pulling her door closed behind her.

Sheldon took her hand and walked with her to his apartment for their meal, with Howard and Raj close on their heels, both stunned to silence. "How did you guys make out at the comic book store?"

Sheldon smiled as he walked her to the couch and helped her sit, before sitting down next to her – never releasing her hand the entire time. "It was exciting. I was able to finally get the 1971 Green Lantern #84. I've been looking for that one for years."

"That's great, honey. I'm so happy for you!" And she really was because the look on his face was priceless and she never wanted to see him sad ever.

Sheldon smiled. Neither noticed they had an audience. Leonard sat frowning at the entire exchange – his mood having not improved since that morning. Meanwhile, Raj and Howard sat and watched Sheldon and Penny with delight. Despite Leonard's foul mood, they were genuinely happy for their friends – surprised, but happy.

The group ate their meal and talked about many various things, including an upcoming audition Penny had for a sitcom. She wasn't confident she would get the part but Sheldon's support of her made her feel much better.

"So Penny…" Howard began. "Sheldon tells us that you have a surprise for him tonight."

Penny smiled. "Yes, Howard, I do. But it's a secret and only for Sheldon so I can't tell you about it."

"How 'bout you whisper it to me?" Raj smacked Howard in the arm.

"Thank you, Raj," Penny said smiling at the quiet man. "Howard, I'm sure you've heard this before but what Sheldon and I in do in private is just that – private."

Howard just shrugged his shoulders. "Hey, can't blame a guy for trying, can you?"

Sheldon frowned and shook his head. Some people would never evolve.

They played Halo for 90 minutes before Penny excused herself. "Honey, will you be done soon?" She leaned over and kissed his cheek, but her hand squeezed his thigh and he jumped a bit.

"Y…yes…I will be over in a few minutes. Would that be acceptable?"

"Sure, honey. I'll see you then." She kissed him again on the check, bid good-bye to the others and left for her apartment.

Fifteen minutes later, Penny heard Sheldon's three distinctive knocks on her door and she smiled, praying he would appreciate her surprise for him. She opened the door and Sheldon, who was about to greet her, stopped and gasped at what was before him. Penny's hair was up, though hung loosely down, strands lightly touching her face and shoulders. She wore a stunning red dress that showed her beautiful curves, with the back completely exposed and matching red 3" heels.

"Penny…you look…" Sheldon sighed, looking her over again. "Exquisite." He stepped towards her and closed the door behind him, his eyes unmoving from hers.

Penny smiled and blushed, feeling beautiful, sexy but most importantly, loved.

"Thank you, honey. I wanted to do something special for you tonight. To show you how I feel about you – how much I love you." Sheldon momentarily looked pained. "What's wrong, honey?"

"I believe that I am somewhat underdressed. I'm sorry. I should have asked what attire I should wear this evening."

Penny sighed, relief filling her. She took his hand and kissed the back of it. "No worries, honey. You look fine." He looked skeptical but she smiled again and said, "Really."

"Very well."

It was then that Sheldon noticed Penny's apartment – the aromas, the candles – the ambiance. It was…romantic. While he'd never been in this sort of situation before, he'd seen enough romance movies – movies that Penny made him sit through – to understand this was a romantic gesture on her part. And he loved her all the more.

Normally he might have scolded her for the open flames of the candles but he bite his tongue, not willing to say anything to ruin the moment that she'd obviously put a lot of thought into doing – for him.

Penny went to the counter and retrieved two wine glasses and small bottle of something Sheldon wasn't familiar with. He eyed her questionably and she took her hand and led him to the couch, encouraging him to sit.

"It's called port wine. It's a wine usually drank for dessert. I know you don't normally drink, honey but I thought you might want a little sip. Port wine isn't meant to be drunk in large quantities anyway – just a little bit. I think you'll like it. Do you want to try it?"

He couldn't deny her request. He was curious and wanted to try something new. He'd found that about himself a lot lately since being with her. For all he knew in the world, there was still so much that he didn't know – he was willing to concede that. So he nodded and she handed him the glass before sitting down gently next to him.

"That dress is…" He took a sip of the port wine. "Delicious."

Penny giggled. "I told you that you'd like the wine."

Sheldon shook his head. "You misunderstand. Yes, I like the wine…but it's you that I find delicious – you…in that dress. The back…open and exposing your beautiful back. It's quite appealing." He took another sip of wine.

Penny leaned closer to him and gently kissed his lips, tasting the port wine on them. His left hand moved up and behind her, settling on the warm exposed skin of her back. She moaned against his mouth. He was aware that because her entire back was exposed that it meant she wasn't wearing a bra and his heart beat quickened. He loved her breasts. He loved everything about her.

"Simply delicious," he stated, his mouth moving over hers as his hand caressed her back with feather light touches.

They broke apart, both breathing heavier but content as they settled into the couch together.

"This is nice," Penny sighed, her hand on his chest.

"Hmm…" Sheldon quietly agreed.

They sat without speaking for quite some time, simply enjoying holding each other and the warmth between them. Finally Penny moved to stand up.

"I have more to this surprise, honey," she said, taking his wine and placing it on the table with hers. She offered her hand and he readily accepted it, climbing off the couch. "I know that you don't really like to do this but I was hoping that you would indulge me, just this once."

Penny flipped the switch on her stereo and romantic music filtered through the apartment. She stepped up to him and waited.

"Of course I will indulge you. While I am not a very good dance, I find wanting to touch you further in that dress a great inspiration to accept your request."

He smiled and Penny giggled, feeling a bit like a teenager all over again.

Sheldon took her hand in his and pulled it to his chest while wrapping his other hand around to again caress her silky exposed back. Penny put her arm up to rest on his shoulder and sighed softly against him. They swayed to the music, their bodies pressing together as they moved. Penny smiled when she felt Sheldon's hand move lower on her back, resting on the small of her back right where the gap in the dress ended – just above her round but firm buttocks.

"Is this okay?" she whispered against his ear.

"Very okay. I don't believe this is a very difficult indulgence after all."

"I'm glad." She pulled back slightly and looked into his beautiful blue eyes before gently placing her lips on his. Sheldon moaned softly at the kiss, wanting more, but sensing that this kiss was soft for a reason so he let Penny guide him. "You're an incredible kisser, honey."

Sheldon blushed. "Thank you, Penny. I think you're an incredible kisser as well, though I do not have anything really to compare…" he stopped himself. "I suspect no one would ever kiss me better than you."

Penny sighed and kissed him again, this time parting her lips slowly. She felt his tongue enter her mouth and they moaned together. There was no hurry here; no battle to be dominant. They just enjoyed their leisurely – albeit sensual and hot – kisses.

A short time later, Penny drew back from Sheldon and shut the music off. She took his hand, leading him to her bedroom. It too, like the living room, was filled with many lit candles and it smelled of jasmine, just like Penny.

"Sit here, honey," Penny said, directing him to the foot of the bed. He did as she requested - his pulse racing at the unknown of what she might do next.

Penny turned on yet another stereo, the music emanating from it a bit more upbeat than the music to which they'd just danced together. Penny turned her back to Sheldon, standing about ten feet away and began to sway to the music. Sheldon gulped as he watched her shapely body gyrate to the music, her hips swaying while her hands moved over her body. He wished it was his hands that caressed her, not her hands but he instinctively understood that this was her show and he wasn't to move from his spot.

Penny moved to the music, getting lost in the sensualness of the moment –enjoying the way that Sheldon's piercing blue eyes moved over her with an expression of love and desire. She moved her hands over her derriere and then around to gently wisp over her breasts before caressing her own neck. She then slipped the small straps of her dress down and off her shoulders, turning away from Sheldon, showing her back. As she slipped the material down her arms, freeing them, she held the material momentarily before allowing the dress to cascade down and pool at her feet.

She stood there, naked from the waist up, offering Sheldon the complete view of her back. She wore only a small pair of red panties and the red pumps. Reaching up, she pulled the few pins from her hair and it cascaded down her back.

Sheldon groaned. "Penny…"

Smiling, Penny turned her arms hugged about her body to cover her nipples but not enough to hide quite a bit of flesh to his appreciative eyes. She continued to move to the music, leaving the dress on the floor – which Sheldon apparently didn't notice, or didn't care. When she raised her arms to sway to the music, Sheldon gasped at the sight of her breasts. Sure, he'd seen them before, but the way she moved – the way they moved – he nearly lost it right there. She was a vision and he didn't know how much longer he could take this.

He groaned again. "P…Penny…"

"Soon, honey…" she said softly, continuing to dance. She moved her hands to her hips, hooking her thumbs inside the waist of her panties, as if she was going to slide them down. Instead, she toyed with the fabric before moving her hands back up and softly cupped her breasts.

Disappointment danced on Sheldon's face and she bit back a laugh. She was torturing him – she knew it. But he would be rewarded for that patience soon enough.

After several more torturous minutes, Penny moved and turned off the music. She approached Sheldon, helped him to his feet and began to undress him. She could already see he was hard but he was being so patient and she loved him for it. She slipped his shirts up over his head and put them on the chair behind her. Putting her hands on his chest, she noted how warm he felt. She leaned forward and kissed his neck, nibbling softly on his collarbone before going lower. Sheldon moaned and reached for her.

"No touching, honey. Not yet." Sheldon moaned again but acquiesced.

Penny went back to kissing his chest, loving the warmth of him on her lips. Her mouth suckled one of his nipples and he gasped in surprise. She tongued it until it was a hard little bud, then bit very gently. Sheldon moaned again and Penny didn't think she could ever get tired of hearing that sound from him. She moved to his other nipple and repeated her actions. She kissed a trail down his stomach until she reached the top of his pants.

Without touching his erection, Penny carefully undid his pants and slipped them down his legs and off. She tossed them onto the chair to join his shirts. She could see his hardness straining against her briefs and she fought back a moan, determined to do this the way she'd planned.

Kneeling before him, Penny kissed his thighs, her hands caressing up and down his legs. When she touched the back of his knee, Sheldon giggled and jumped slightly.

"Sorry…that tickles," he said sheepishly.

"Mmm…no need to apologize honey," she replied, kissing her way back up his legs until she was once again at eye level with his cock. She placed a tiny kiss against his briefs and she felt it twitch. She smiled. Slipping her fingers inside the top of his briefs, she carefully slipped the tight material over his erection and let them fall to the floor. His cock bobbed in front of her but she refrained from touching it, much to Sheldon's dismay.

Penny stood back up and with her hand on Sheldon's shoulder, she slipped off her shoes, remaining only in her panties. "Lay down on your stomach on the bed, honey," she instructed.

It took some adjusting given his arousal but finally Sheldon lay on his stomach, his head resting on his arms. Penny climbed onto the bed and straddled his thighs. Learning forward, she kissed the back of his neck, over his shoulders and then sat up, placing her hand on his back. She began to knead the muscles in his back and Sheldon moaned in pleasure. She moved her hands over his entire back and sides, massaging him deeply as he continued to moan. She loved that she could make him feel like this.

Shimming down further to his feet, she caressed his derriere and Sheldon giggled, which in turn had Penny giggling. She loved the tautness of his buttocks and gave each cheek a kiss before moving her hands down to his thighs, massaging everywhere but refraining from touching him intimately at his groin. She kneaded down his right leg, then up his left, again being careful to not get too close to his groin.

Moving back up and off to the side, Penny instructed Sheldon to turn over. He did as instructed and it was impossible to see his hard-as-rock cock thrusting into the air. Sheldon eyed her hopefully but she just smiled and straddled him again, sitting on his hips, his cock barely touching her ass.

"Penny…" he sighed, looking at the beautiful woman on top of him.

Penny leaned forward and kissed him softly, her tongue gently lining his mouth, then down to this throat to his shoulder. She then sat up and began to massage his shoulders, down his arms and across his chest.

Sheldon closed his eyes in pleasure until Penny spoke. "Sheldon, honey…I want you to watch me."

Sheldon opened his eyes and watched her face as she moved her hands over him, kneading and squeezing his body – giving him immense pleasure just from her touch. He wanted to reach out and caress her breasts, touch and kiss her neck but he refrained. He knew that he wasn't supposed to touch her. And while he knew it wasn't possible to literally die from not being able to touch her, he know understood the exaggerated expression.

"I love you, Sheldon," Penny said looking into his eyes. "I don't think I've ever felt like this with anyone before."

She massaged his hips that sat between her thighs before moving over and again, moving down and up his legs, her hands touching every inch of his skin except his groin.

"Penny," Sheldon sighed. "I love you as well. And we both know that I've never felt like this with anyone before. I cannot begin to express how I feel about you. There are no words…"

Penny felt the tears swell in her eyes and smiled. "Thank you, honey. Those words were just fine." Sheldon smiled.

Penny moved from off of Sheldon and laid beside him, kissing him deeply, her hands caressing his chest as her tongue tickled and danced in his mouth. Sheldon's moans encouraged her.

"Make love to me, Sheldon…please."

Sheldon sighed against her mouth. "You needn't ask twice," he said as he gently laid her on her back and knelt up between her open legs. Bracing himself over her, he gently put his cock to her and slid inside, slowly and with care. He understood how different this was to their last sexual encounters. They were really making love now – not just fucking.

When he was fully inside her, he leaned down and kissed her passionately. "I love you, Penny," he said softly against her lips as he began to move inside her.

Penny wrapped her legs around his back and put her hands on his back, letting him guide his own movements. She was letting him take the lead this time, putting aside her need to always be the aggressor.

"Oh Sheldon," Penny sighed as she stroked inside her, slowly and steady. His eyes never left hers as he brought them closer and closer to a release. His hips started to move faster, and she gasped as he shifted his hips slightly and she felt him hit _that _spot. "OHHH Sheldon!" she gasped and came with a start.

She clinched around him and Sheldon fought for control. He slowed down again and then stopped as she trembled around him. He kissed her again, then moved his lips down to her throat and kissed the hollow between her neck and shoulder.

"Penny…" he gasped, trying to not lose it yet. It was too soon. He wanted to keep this feeling – with her – forever. "Can we try something?"

Penny smiled, loving that he wanted to experiment. "What do you have in mind honey?"

"I understand if you don't wish to…and it's not optimal for us to be able to see each other as we make love, but…"

Penny got it. She knew what he was asking and she was happy to oblige. "Sure honey…anything you want to try is fine."

Sheldon helped her to her knees, then placing a pillow down, he gently guided her to lie over the pillow with them beneath her stomach, causing her ass to stick in the air a little. She opened her legs and was surprised when he closed them. "No," was all he said.

Penny groaned, knowing exactly what he wanted to do. It wasn't something that occurred often for her – usually she was either on top, or in missionary or on her hands and knees. This was somewhat rare.

Sheldon straddled her legs. Her pussy lips, swollen and wet were displayed between her closed thighs and Sheldon nearly came as he put the head of his cock to her lips and pushed inside with a moan. Leaning down over her, he braced his hands on each side of her shoulders and he kissed her shoulder. Then he pulled back and thrust in again – the tightness between her legs made all the more by the fact that her legs were closed together. The sensation over his cock as he slid in and out of her was amazing and he groaned in pleasure.

He noticed then that she had slipped a hand beneath her and knew she was teasing her clit as he stroked inside her.

"Yes, Penny…" he moaned, "touch yourself. Come on my cock."

Penny moaned and rubbed herself harder as Sheldon's thrusts picked up speed. It was a strange but so hot feeling of being fucked like this and she was amazed that he'd thought of it.

"Oh Sheldon…I'm going to come!"

"Yessss….do it. Come."

Sheldon was gasping for air now, his hips thrusting harder, causing her to rub harder against her clit. "OHhhhhh….Sheldon!" she screamed as she came.

Her pussy clamped over his cock and nearly stopped his thrusts she was squeezing so tight but he kept thrusting, feeling his own orgasm building up. She continued to contract around him and Sheldon finally let out a hoarse cry and came, thrusting several more times while he expelled himself inside her.

Once spent, he pulled gently from her and lay beside her, pulling out the pillow so she was more comfortable. They were both gasping for air but both were content and satisfied.

She leaned over and kissed him to which he responded in kind. "That was…wow!" she said. Sheldon chuckled, his arms and legs weak now. "Where did you learn about that?"

"Howard sent me a porn video once and the couple was engaged such as that. I found it fascinating. So different from…because the woman's legs were not spread wide while... I imagined it felt different…and I was correct."

"Mmm…yes it's different that way."

"I still would always prefer to have you facing me when we make love, however," he said with a sly smile.

"Me too, honey. I love to watch your face when you come."

Sheldon blushed but added. "As do I like to see your face. Thank you, Penny. This was a wonderful surprise."

Penny smiled and kissed him again. "You're welcome, honey. I'm glad you enjoyed it."

"Hmm…yes. Very much." And they both giggled.

Then held each other for a while, softly talking about their evening, before deciding to take a shower – together.

Later, they changed her sheets and slid into bed together, both content to fall asleep in each other's arms.


End file.
